The Brood
by WackyJaber
Summary: Phantom Assassin is given a contract. She is sent to kill the dreaded arachnid, Broodmother, who has made a nest deep in the dark woods where creatures seldom went into and returned. You can also think of this as what happens when Brood kills you and spiders come out. [Warning: Sexual Content]


"You disgusting bug. When I get myself out of this I'm going to squash you under my boot!"

The Phantom Assassin struggled against the webbing that bound her legs and arms. High above the forest floor, in the canopy she hung-looking for a means to escape the trap she had so foolishly sprung. She stared death at the Broodmother, who chirred as she reached out with one of her eight, hairy legs and pressed the Phantom Assassin upon the belly.

The assassin was furious, mostly with herself for being such a dunce. Just a few moments ago she had been stalking the dark woods for her quarry: a giant spider that had been plaguing the lands with her spawn. She had walked past skeletons of varying shapes and sizes while on her search, once spying what looked like the enormous skull of an ancient, with empty eye sockets that seemed to watch her as she went, and fangs that could shred magic metal. The Phantom Assassin sniffed, unperturbed by this ill omen. After being in her line of work for most of her life these kind of sights no longer fazed her.

She saw something glisten. Kneeling down, the Phantom Assassin touched what appeared to be a nearly invisible thread. It was sticky, and clung to her gloved fingers as she brought her hand up and inspected it.

"Cobwebs," she observed. The Phantom Assassin stood up and closed her eyes, upon opening them she saw that the she was surrounded by webs. Large forest animals hung from trees in white sacks still as stone, the smell of death hanging upon them. Again, the Phantom Assassin was used to these sights, but the smell was another matter entirely.

She grimaced and covered her nose.

"I'm getting close," she said, bringing her blade out. "It can't be long now."

The Phantom Assassin continued on, padding through the dread. An ominous fog hung between the trees, and the forest floor was barren of all plant life. Perhaps the lack of sunlight made it impossible for them to grow? She did not know the answers to these questions, but she was currently wishing that her contracts would take her more enjoyable vistas. One time she was sent to kill a man who owned a tropical island. That was one of her more enjoyable jobs.

She smiled, remembering how the sun felt on her blue skin, the ocean waves washing over her bare feet. She had even brought her swimwear; a two piece bikini with thin straps and stripe design. Sadly this was not the beach. The Phantom Assassin was in cold, dark, and dank forest performing what was really a glorified bug extermination service.

A twig snap made her freeze. The assassin's ears perked up to listen for the sound of movement, but she kept her own head still. She stood there for a good three minutes before deciding that it was good to move on, but she couldn't help but feel like something was watching her. The skin on the back of her neck tingled.

As the Phantom Assassin went further along the amount of skeletons and dead animals continued to rise in occurrence. She was starting to find a new corpse every two steps she took.

A peculiar sight came up. There was a break in forest; no webs, no corpses, and no fog. It was like this area was completely untouched by the Broodmother's influence.

I'm definitely close now. I bet that fat abdomen behemoth is watching me right now.

That unsettling feeling of being watched returned. Phantom Assassin knew there was no point of hiding; they already knew she was here.

She readied her blade.

The ground yanked away from her and she gave a startled yell. The barren dirt became up and the tree tops the down. The Phantom Assassin found herself dangling from the tree tops just like the hundreds of bodies she saw on the way here. Sticky webbing sealed her legs together, and the strength of its cable like thickness was able to keep her up without snapping.

"Damn it!" she screamed. "How?! I would've noticed if there was a trap."

A chilling sound pierced the air.

"A delicious fly has found its way into my web," a voice chirred. Around the Phantom Assassin the air shimmered, the barren ground changed color and webbing that wasn't there before came into view, shimmering in the dim light. Another shape appeared. It was hairy, with eight pronged legs that walked amongst the silken thread with an unnatural movement. The chirring came from a face that made the assassin's stomach churn. Eight blood red eyes stared at her, each carrying her reflection in them, and as they stared a pincer mouth clicked hungrily beneath them.

"Ooooh~," the broodmother chirred. "A woman assassin has come to pay the mother a visit. How fortunate am I… when I was just getting desperate enough to think about venturing out to look for one just like you."

The Phantom Assassin cursed when Brood touched her stomach with her unnaturally, creepy limb. It felt like a hairy skeleton was touching her, but somehow even more unsettling.

"Oh, you're very dangerous. But I always say that the fiercest bodies are the most rewarding to cultivate."

"What are you going on about?" asked the Phantom Assassin in confusion. "Cultivate? Aren't you going to eat me?"

Brood stood silently for a moment, her pincers clicking, wondering how much she was willing to let the assassin know.

"No," she said . The Phantom Assassin breathed a sigh of relief, but still didn't dare put her guard down for a moment. She still had no idea what the Broodmother planned to do with her, which, for all she knew, could be so much worse.

Also, Phantom still had the contract to finish. She needed to find a way to get out quickly and kill the spider before whatever was going to happen happens. A plan was drawing out in her head, and now that she was aware of Brood's ability to bend the light surrounding her she was better prepared. If only she could reach into her pouch.

"Agh!" screamed the Phantom Assassin.

Broodmother came upon her quickly. She didn't even have the opportunity to struggle as Brood began to spin silk around her body, but this silk was different that the sticky stuff used to tie her up. This stuff fizzled when it touched her body. It burned away her equipment, her clothes, her helmet, and her only means of survival. Her lush purple hair fell down. Her entire body was exposed now, to Phantom's shame. Brood could now see the all of her victim's body, the smooth blue skin, the tone stomach and muscular thighs, and the small tuft of pubic hair that covered the mound she desperately tried to hide. The only thing left over was a few rags that hung like tatters from bits of silk.

"Do you think I'd let you keep your toys?" the spider chirred. "You'd only get someone hurt with all that uncomfortable armor and weaponry. Luckily, I'm always eight steps ahead."

"You're dead," cursed Phantom Assassin.

The spiders laugh was more disturbing than its usual talk. "No, no," said brood. "I can't be dead just yet. There's still so many children that I need to take care of."

On the word children Phantom Assassin turned pale. She knew what Brood had in store for her now. She had heard about how spiders used to steal women and use them as incubators for their eight legged children, and how after the process was done none of the women were ever heard from again. People used to tell these stories all the time when she was little, to frighten the women. Little did she know they weren't merely stories.

"Y-you evil creature! Don't do this," begged the assassin.

Broodmother ignored her. The clicking sound she made filled the air as she pulled herself over the hapless women, her lower abdomen hovering ominously over the blue assassin's lower half. Phantom gasped in fear when she saw something glisten. A stinger appeared between her legs, a liquid dripping from the tip; some sort of organic material weaved together by Brood's internal organ systems. The stench of honeysuckle wafted off of it, the sweetness juxtaposing against the bitter situation.

Brood poised the stinger right at Phantom's vent.

"Please," she said desperately, already knowing that her fate was sealed. She screamed as the Brood shoved the tip inside. The spider clicked happily as she penetrated the squirming assassin underneath her, delighting in the screaming, but she didn't waste any time taking it all in. The stinger was just the first step in fertilizing the women into becoming a brood sack for her children, and the liquid she squirted deep into the quivering mound was merely a chemical compound she created that was meant to alter the body, making it able to carry her eggs, while simultaneously acting as an aphrodisiac.

Phantom Assassin screamed shrilly, saying, "Stop! Stop!" Pushing hard against Brood's carapace body.

The stinger was so large it threatened to tear her vent in half, and it hurt so much as it forced its way in that it made her eyes water.

Whatever was being pumped into her hymen wasn't semen, she knew that. It was cold and thin, like water. It gurgled loudly while pistoned in; and when it began to overflow and leak, it spilled over her puckered anus, dripped down over her back and stomach until it dripped to forest floor like morning dew. The mere fact she was being raped was bad enough, but knowing she was being turned into a baby factory made the Phantom Assassin weep openly, the tears tasting salty and bitter sliding down her cheeks

Brood pulled her stinger out when she knew there was no way to fit more chemical compound into Phantom womb. She chirred, watching as the the liquid hardened when exposed to air, sealing the assassin's labia lips and keeping the rest of the liquid in as it did it's work. Phantom Assassin was crying, but Brood ignored that. Instead, she began detaching the stinger since it no was no longer of any use. Her abdomen began to altered itself, creating a way to expend those eggs it has stored.

"Wonderful, darling. You'll be ready to brood in a matter of minutes."

Phantom Assassin whimpered, feeling Brood's carapace move away. Her blue body quivered. She started wishing for death. For surely death would be a better fate than what was befalling her.

"Why did this happen," she sobbed.

She tried struggling one last time but the webbing was too strong, just as before, and as her situation began to fully down on her she started feeling the effects of Brood's chemical compound.

The cold liquid started to warm, and a strange fizzing could be heard. Phantom didn't know this, but the fizzing sound was actually the chemical compound changing the physical properties of her reproductive organs. It began absorbing into her walls, the heat being the reaction caused from all this, and despite how much Phantom Assassin knew she hated this, she felt herself become excited. It felt like a light bulb was being lit inside of her.

The aphrodisiac was beginning to takes its affect on her, making her dark blue nipples stand up and her tits swell. Her clitoris poked out from under its hood as her labia became flushed and swollen.

"Oh gods." Phantom Assassin felt betrayed by her own body. She sucked in her breath and clenched her legs together as if to rub them against the vent in the part between them. Maybe then the fizzing would stop.

Broodmother noticed the blue skinned assassin squirming. She could taste the stench of her arousal on the air.

"Your body is good," the spider chirred approvingly. "...a nice hourglass figure, hips meant for birthing, and large breasts for feeding. I'll be sure to make use of both of them when you start giving birth to hoards of my children; or, I should say, our children."

The Phantom Assassin's breathing became heavy.

In the back of her mind she knew that this wasn't her body doing this-not really-but simply the malevolent machinations of an evil arachnid spider. She tried to resist the feelings growing from the chemicals fizzing in her womb, spreading like roots from a seed, but it was an uphill battle. Her body was growing as horny as a horse in rutting season; her entirety of her being growing warmer as her nipples becoming swollen and sensitive to the touch.

She tried screaming. She moaned instead. It surprised her that she felt relieved when Broodmother came back over and began touching her with her carapace legs.

"I think you're ready now, little fly."

One last time Phantom tried to beg, to plead for the spider to let her go.

"Please…" she said. "...let me give birth to your brood."

Broodmother clicked anxiously at that. Drool dripped from her pincers.

"With pleasure."

Brood used her legs to detached Phantom Assassin from the webbing. Not in the physical state to try escaping, she merely hung limp as she was taken farther up, away from the dark below.

Up in the tree limbs was an enormous spider web where Brood spent most of her time, and there she put the assassin Assassin was laid with her back down on the webbing, her legs spread for easy access and arms out to prevent movement. Brood used her silk to keep her incubator in place, never intending for the women to ever move again. This would be where she stayed for the rest of her life.

Now completely immobilized, Phantom Assassin began to rock her hips, moaning and groaning as the aphrodisiac took complete control of her. She felt a pressure that need to be released within her loins, and Brood saw her eagerness, chirring as she set her carapace on top of the squirming body.

She appreciated the assassin's very athletic build, the muscles flexed beneath blue skin as she rubbed enthusiastically against Brood's hairy exoskeleton, her glistening lips rippling around her vent. The rhythmic action excited Broodmother. It was such a high to make her victims beg for her to use them, to put her babies in them over and over again while they moaned in pleasure, thanking her. This excitement caused her new extension to expose itself. The sting's replacement looked a lot more phallic, but its purpose was quite different in nature. It curved inward between Phantom's parted legs, looking like a long fleshy, see-through tube that pulsated.

Upon seeing Brood's equipment Phantom's eyes widened. "I need it," she said. "Please, please, put it in me. I need it!"

Broodmother pushed forward. Her eight legs quivered as the tube stretched Phantom wide open. It was a lot bigger than the stinger, but one of the alterations the chemical compound made to her body was to make her insides much more elastic so it could take more girth. But Phantom didn't care. She was in ecstasy. Her mouth was opened in a silent scream and her back arched as tried to come to grips with the amazing feeling of being filled up.

The warm, silken walls of her vent hugged Brood's organ tightly. Phantom Assassin was almost hoping it would never move, because if it did it would surely break her mind. She would've used her muscular thighs to lock Brood in place, but they were stuck, which meant that Brood could set any pace she wanted; and that was what scared Phantom Assassin more than anything now, not that she was now a shell of her former self.

"So tight…so warm..." chirred Broodmother. That was good. An incubator need to be warm in order to hatch eggs. How lucky was she, having gotten what seemed like the perfect brooding host; and how sweet the brood sack smelled.

She let herself be like that for a while, just feeling how it wonderful it felt for the vaginal walls to squeeze her length. Phantom's clitoris twitched sporadically while she stared upward with an expression akin to pure, unabashed joy, drool dripping from the side of her mouth. Brood watched her face with eight, emotionless eyes… and then she started thrusting.

Phantom Assassin's expression broke.

It looked like the pleasure was too much for her and she began to toss her head back and forth like a woman possessed, doing a mix between screaming and moans of pleasure.

She orgasmed eight times within the same minute. her nectar gushed over her lips and leaking unto her clenched anus. Sometimes the pressure would build to insurmountable heights and she squirted out of her urethra, coating the underside of Brood's carapace.

"Yes! Yes! Yes!" screamed Phantom Assassin, her tits bouncing up and down.

Brood was certain now. This assassin was nothing but a drone now; completely hers to use and expose as she saw fit. There was only one thing that needed to be done now. She picked up the pace of her thrusting, and as she did Phantom began to orgasm more often; at least once every five seconds, as her vent stretched wider and wider, shivering and flexing around the organ. But the assassin's pleasure was not what Brood wanted. She needed enough momentum to break through the hymen-made much easier because of the chemical compound-but still proved no simple task.

Eventually, Brood pushed so far her tube broke through and found its way straight to the womb.

"Finally," Brood chirred victoriously. "My eggs, I'm going to fill you with them!"

The eggs started coming in. They bulged as they traveled down the tube, stretching Phantom's flushed lips as they they passed into her. A lump would come in to her vent, move from her quivering mound to her lower stomach, and then settle as she quivered helplessly as wave after wave of orgasms hit her. It was possible to watch the bulges as they were squirted in, shifting flesh to make way for its largeness.

It proved to be too much for Phantom Assassin. She didn't even feel it as the eggs made her belly swell in size.

By the time Brood was done putting her brood in Phantom her belly was the size of a small bear, and Phantom for the first time in her life, felt completely content. She didn't want anything else but this. She merely sighed in satisfaction, feeling the eggs shift inside her.

" I'm not done yet," said Brood.

She needed to make use of all of Phantom Assassin's body. So Brood quickly slid out of the vent, which gaped wide after being stretched for so long, and inserted herself into the blue assassin's anus and pushed some eggs in there too. She could feel Phantom's nectar leak onto her organ, and she click with joy. The belly grew somewhat, but at this point it was already pretty big, and any increase in size was hard to notice.

Then Broodmother went Phantom's face to pump eggs down her throat, but before she inserted it Phantom managed to open her mouth speak.

"More will come," she said, mouth opening wide in preparation. "They won't stop coming until you're dead." She said this out of concern for the creature that gave her life meaning, not as a threat.

"I know," said Broodmother, silencing the assassin with her organ. "That's what i'm counting on." She watched as Phantom's throat bulged when egg after egg passed through and collected in the stomach. The sight of her well fertilized incubator would've brought tears to her eyes if she had tear glands.

Phantom couldn't decide the organ smelled more like a rotting carcase or clothes that have gone unwashed for over a year… but its musk still made her want it, and the taste of it on her tongue was like a drug she couldn't get enough of. She wanted to devour it, to have it impale her all the way through and life the rest of her life sucking off its contents. Luckily, Brood planned something quite similar to what she had in mind.

The chemical compound had changed Phantom's body, turning her every orifice into fertilized incubators. The fizzing washed over her supple body like electricity, and now every touch and rub fed her arousal. Orgasms wracked her body whenever something even slightly touched her vent now.

As time passed, Brood watched over Phantom Assassin, feeding her nutrients and water through her abdomen tube so she would not expire. The day came when she was to give birth, and when it did she could hear gurgling in both her womb and stomach as eggs shifted and cracked. When the eggs hatched the shells dissolved, feeding her with even more essential vitamins while also signalling to her body open herself up. These were often the best days of Phantom's life.

Yearningly, Phantom's passage opened wide, the warm smell of arousal fuming out as thousands of black, arachnid babies poured forth. Coated with her juices, they crawled out of her gaping vent, mouth, and anus like a waterfall of spindly legs, stinking of cum and womb water. Phantom Assassin's eyes bulged out of her head, feeling as if she was being fucked in three separate vaginas with a million tiny penises at once, small bodies tugging her sensitive folds. During the process of birth her body did not allow her to orgasm to make sure she didn't hurt any of the children, so she would lay, quivering, a great pressure constantly building in her loins from the wake of a hundred orgasms for the entirety of a day until the last hatchling crawled out of her and her belly deflated to its normal size. Then she'd cum.

When she came, she screamed and spasmed. Nectar squirted out of Phantom's urethra the length of twelve yards while she fidgeted in her bindings, tongue lolling in her mouth and eyes rolling to the back of her head. And this would continue for an hour or more, just her squirting her sweetness onto the forest floor until she was spent dry, her pussy mound quivering.

Whenever the spiderlings needed nourishment they would crawl onto her tits and suck the milk from her, which she gave happily. They chirred and click while they dipped their fangs into her wells of milk, a sound that became music to Phantom Assassin's ears.

Her tits had grown to an enormous size by the time the eggs hatched, a side effect of all the body altering chemicals she had taken in, and when they drank from her milk flowed forth like streams out of her blue nipples, spilling down and drenching the webbing.

Once all the children were birth, fed, and gone Broodmother would come again, and phantom would beg for her to lay more eggs in her so she could be an incubator for a whole new generation, and to this she would always comply, the cycle beginning anew.

Phantom would gurgle cheerfully as Brood's egg tube forced itself down her throat each time. Tasting that addictive rot was a high.

Just like Phantom had predicted, more would-be assassin's showed up every week; and every week there was a new incubator. Legion Commander was the first to show-her metal dissolved quickly, and she broke just as quickly. Now her belly was filled with fifty eggs and come spring she was nursing a thousand eight legged children. It was a satisfying sight to see thrust herself onto Brood's huge wand, the vent between her legs glistening with arousal.

When Lina, a fire mage, came she shot lightning from her hand, but when the eggs were laid in her she squirted out of urethra with the force of a tsunami. Her sister, Crystal Maiden came after her, so when she was broken they were placed next to each other. Brood even let them have their hands freed so they can hold each other during their hatch days. Sometimes they kissed each other whenever the mother came to renew their egg supply, groaning suck on each others tongue until hatchlings poured forth from their throats.

"Sister," moaned Lina, belly shifting from a dozen eggs about to hatch. "I'm so glad you came looking for me."

"Me too," responded Crystal Maiden. "Now we can both give birth to Broodmother's beautiful children…"

Other assassins came on mounted pets. For kicks, Broodmother would transform the mounts so that their ball sacks produced eggs instead of semen, and then she made the mounts ride their masters. Everytime they did so they would scream about how wrong they were, and how much better this is compared to the other way around. Phantom Assassin liked to listen to the one called Luna as she gurgled on her cats penis. The cat, called Nova, had huge cock and balls after they were transformed, and he seemed to have an endless amount of energy and eggs. Luna was often the most bloated incubator of them all, and she didn't mind it one bit stinking of her feline's cock.

Each week saw a new addition to their growing family; Naga Siren, Enchantress, Templar Assassin, Drow Ranger, Mirana, Wind Ranger, Death Prophet, and Queen of Pain.

Queen of Pain was the hardest to break in. She seemed to be use to the abuse, and it all rolled off of her. But she now helped Brood whenever there was a new catch, always managing to get them if they nearly escape. Which is what Wind Ranger and Drow nearly did. Naga's song enchanted the spider queen, and it was quite relaxing now to listen to her hum up above where Brood had hung her up, her cunt drizzling from her fish cunt onto Phantom's face. Sometimes when Phantom was thirsty and the mother wasn't around to feed her she would open her mouth and swallow the nectar of the sea.

Brood had millions upon millions of new children. They crawled around on webs slick from twenty four seven woman arousal, and the air was filled with the smell of the hormones of over a dozen horny women. The sound of moaning, groaning, and orgasms were never fell silent in their web, becoming the lullaby that lulled them to sleep, and Phantom Assassin took pride in the fact that she was the first. Every time her belly became bloated she remembered less of her old life, which she didn't even care to remember, and when her vent quivered with excitement, her urethra squirting as she felt hundreds of little hatchlings moving through her warm passage, she changed a little. She never grew extra limbs, but parts of her skin grew hard as a spider's carapace, and tufts of red hair grew over her puffed up vent, taking place of her natural hair on top of her head too. Until one day Broodmother came to her and cut her off the web

"Phantom Assassin," she chirred. "You aren't who you were a year ago. You've grown a spider's shell and hair, and abdomen has placed itself on your back, and you are no longer fit for being an incubator."

At first Phantom Assassin was devastated by this news. She begged the Broodmother to keep her, promising she would take twice as many eggs now, but Brood would not listen.

"You're not fit," she said. " I never thought when I took you that this day would come. Now you must go and make nests of your own. You have all the necessary equipment. Use them to start your own Brooding web."

When it dawned on Phantom what was being told of her she couldn't believe it. Then she grew ecstatic. "I will do as you say," she promised.

But before she went she made sure to see goodbye to all the others that arrived since she had come, using her mouth to bring each to orgasm.

"We were alike," said Templar Assassin, two spiders suckling milk from her purple tits. "Maybe one day I'll follow your footsteps, and give women the same meaning we have found. Wouldn't that be wonderful?" Phantom wondered if that was true as she kissed Templar's clitoris, sucking on it as one of the many children. The templar screamed, gushing into Phantom Assassin's mouth. Templar had always smelled the nicest, like mint leaves, and she tasted liked she smelled. Phantom was going to miss her dearly. She made sure to drink every bit of pussy juice that came out, for now the taste of a woman's cum was the sweetest taste she knew.

She said goodbye to the unborn too, opening the women's vents wide so she could look at the slime covered eggs pass the rippling, wet walls of arousal drenched flesh.

The eggs pulsed, movement in each of them as if to say goodbye. She said her fond farewells too, sticking her head in and kissing them on their pulsating, outer shells. It was almost too sad for Phantom Assassin. She wanted nothing more crawl inside and curl up besides the eggs, to watch them hatch feed, but she knew she couldn't. There was a task required of her.

Phantom glanced around one last time. Nova's cock was now the size of a tree trunk, and made ample use of it, growling as he stretched cheerful Enchantress's rear entrance. "Sproink," she moaned, the fur around her vent matted from months of dried up spunk, while eggs push apart her doe lips.

It was strange how the chemicals changed everyone's body, and it how turned their ventss into super stretchy cock warmers that could take any size. It was like their hips were rubber instead of bone. Drow Ranger, at the moment Phantom was thinking this, was having her own vent elongated by a large boulder, put there as punishment for letting one of her eggs fall out and shattering on the ground. Queen of Pain enjoyed watching punishment, and thought it looked like so much fun that she tried fitting large objects into herself as well, but Brood put a stop to it instantly, saying that their bodies were meant for her eggs and nothing more, and putting anything else in there would only take up precious room.

Wind Ranger was in the throes of a post birth orgasm, shaking so violently as she squirted that she shook the entire web. "Ah, Ah, Ah~" she screamed. Mirana was placed close in front of her so she was receiving most of Wind's ejections. Her face smiled as it was drenched continuously. She was doing what Phantom liked to do with Naga, and drank as much fluid that would fall in her mouth. After months of this Mirana began to smell just like ejaculate fluid, as Phantom smelled of fish.

After that Phantom turned and went, the transformed assassin went down to the forest floor and traveled out to the very edge of the woods. Sunlight beamed down, hurting her eyes after not seeing it for over a year. Eventually the countryside came into focus. Birds chirping excitedly on the Spring Morning.

A question came to mind and made her pause. She looked down at the parting between her legs, wondering if she could really do what BroodMother could do.

"Can I?" she whispered to herself.

She cupped her vent with her hands, concentrating, imagine what she wanted to happen happening. Then she felt it.

Phantom took her hands away and looked. A large stinger, dripping a glistening chemical compound stood out proudly from between her folds. It looked even bigger than the one Broodmother had used, and the liquid smelled sweet as honey.

She smiled, and upon spotting a nymph playing in a distant pool she crouched down silently, stalking her prey.

It was time for her to start her brood.


End file.
